Constitution and Bylaws
THE MARYLAND PSYCHIATRIC SOCIETY, INC.
The Maryland District Branch of the American Psychiatric Association
CONSTITUTION
ARTICLE I. NAME; PURPOSES; LEGAL IDENTITY
Section 1. NAME: The Maryland Psychiatric Society (MPS) is the professional society of psychiatrists in Maryland. It shall constitute the Maryland District Branch of the American Psychiatric Association and shall serve as the specialty society representative for psychiatrists to the Maryland State Medical Society (MedChi).
Section 2. PURPOSES AND OBJECTIVES: The purposes for which the MPS is organized are: (A) to advocate for and promote the common professional interest of its members; (B) to improve the treatment, rehabilitation, and care of persons with mental disorders; (including mental retardation and substance-related disorders); (C) to advance the standards of all psychiatric services and facilities; (D) to promote research, professional education in psychiatry and allied fields, and the prevention of psychiatric disabilities; (E) to foster the cooperation of all who are concerned with the medical, psychological, social and legal aspects of mental health and illness; (F) to make psychiatric knowledge available to practitioners of medicine, to scientists, and to the public; and G) to promote the best interest of patients and those actually or potentially making use of mental health services.
Section 3. Legal entity: The MPS is organized exclusively as a professional organization not organized for profit, within the meaning of section 501(C)(6) of the Internal Revenue Code of 1986, as amended. No part of the net earnings of the Association shall inure to the benefit of, or be distributable to, its members, trustees, officers or other private persons, except that the Association shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth herein.
Section 4. Dissolution: In the event of dissolution, all assets of the Maryland Psychiatric Society shall be distributed in accord with the Maryland tax laws existing at the time.
Section 5. GEOGRAPHICAL BOUNDARIES: For the objectives above stated, the territorial representation of this District Branch of the American Psychiatric Association shall be delimited by geographical boundaries of the State of Maryland, except for Montgomery and Prince George’s counties which are represented by Suburban Maryland Chapter of the Washington Psychiatric Society.
ARTICLE II. MEMBERSHIP
Section l. CLASSES OF MEMBERSHIP: All classes of membership (e.g. Resident-Fellow, Early Career, General or Life Member) in The Maryland Psychiatric Society and the requirements and voting privilege for each class of membership in The Maryland Psychiatric Society except for Affiliate membership shall be the same as those for the American Psychiatric Association at the time of application.
Section 2. TERRITORIAL JURISDICTION: Any physician who is, or who is eligible to be, a member of the American Psychiatric Association and who resides or practices within the geographic boundaries of this District Branch shall be eligible to apply for any category of membership except Affiliate membership. Members of the Maryland Psychiatric Society shall be eligible to: vote, hold office, serve on committees, be listed in the Directory, receive publications, attend any meetings, receive a discounted rate to attend programs, and participate in the patient referral service unless under a current sanction against them by the APA Ethics Committee or the Maryland Board of Physicians.
Section 3. AFFILIATE MEMBERSHIP: Affiliate membership in The Maryland Psychiatric Society will be open only to a member of another District Branch of the American Psychiatric Association. Privileges of Affiliate membership shall consist in receiving the Maryland Psychiatric Society membership directory, all Maryland Psychiatric Society publications, an invitation to attend all Maryland Psychiatric Society scientific meetings, and participation in the patient referral service. Affiliate membership is a non-voting, non-office-holding category of membership.
Section 4. DUES. Every Fellow, Distinguished Fellow, General Member, Associate Member, and Resident-Fellow Member shall pay dues and assessments as required by the District Branch and the APA.
Section 5. ETHICAL REQUIREMENTS: All members of the Maryland Psychiatric Society are bound by the Code of Ethics of the medical profession, specifically defined in the Principals of Medical Ethics of the American Medical Association, and the American Psychiatric Association’s Principles of Medical Ethics with Annotations Especially Applicable to Psychiatry.
Section 6. DISTINGUISHED FELLOWSHIP: Nominations of general members for Fellow, or for Distinguished Fellow status, is the responsibility of the MPS; election of Fellows and Distinguished Fellows to that status requires the action of the Board of Trustees of the American Psychiatric Association upon recommendation of the Maryland Psychiatric Society and the APA Membership Committee.
Section 7. INACTIVE STATUS AND DUES WAIVER. Members of any category may be placed in inactive status by the Board of the American Psychiatric Association and excused from paying dues in both the Association and the Maryland Psychiatric Society. Inactive members shall not receive credit toward the number of years of active membership required for Life Status for those years of inactive status. Active members may be granted waiver of dues by the Board of the Association for sufficient reason, and such members shall receive credit toward the number of years of active membership required for life status for those years the members are in the dues waiver status.
Section 8. DISMISSALS AND RESIGNATIONS.
(A) Any member who fails to pay dues or other assessments for six (6) months from the initial mailing of a dues statement shall automatically be dropped from membership after verified contact* by a member of the MPS Membership Committee, MPS leadership, or MPS staff notifying the member of such proposed action. This procedure may be waived for good cause by action of the Council. Only members in good standing shall be allowed to resign. Loss of membership in the MPS or in the American Psychiatric Association shall entail loss of membership in both.
*Verified Contact means:
- Written response from member via email that indicates agreement with membership drop;
- Email from Membership Committee, leadership or staff documenting date of personal phone conversation with member when he or she agreed to be dropped; or
- A letter sent through the United Postal Service Return Service Requested to the address on file for the MPS member giving final notice of need to pay dues to avoid membership termination.
ARTICLE III GOVERNANCE: OFFICERS, COUNCILLORS, APA ASSEMBLY REPRESENTATIVES
Section l. THE COUNCIL: The business and affairs of the Society shall be managed by its board of directors, which shall be referred to as the “Council.” All powers of the Society may be exercised by or under the authority of the Council except as conferred on or reserved to the members of the Society by law or by the Articles of Incorporation or the Constitution and Bylaws of the Society. The executive officers of the Society shall be a President, a President‑Elect, a Secretary-Treasurer and a Chair of Council. The Chair of Council shall be the immediate past president of the Society. They will constitute the Executive Committee. The President, President Elect, Secretary-Treasurer, the two most recent Past‑Presidents, eight voting members duly elected as Councilors-at-Large, one Early-Career Psychiatrist Councilor, any councilors elected from an interest section (see below), and one Resident-Fellow Councilor and any American Psychiatric Association Area 3 Assembly Representative, or Deputy Representative or Assembly Officer who is a member of this Society, and any voting member of the American Psychiatric Association’s Board of Trustees who is a member of this Society shall constitute the voting members of the Council. The Society’s representative to the state medical society’s (MedChi) House of Delegates shall also be a voting member of the Council.
Section 2. ELIGIBILITY: Only voting members of the Maryland Psychiatric Society shall be eligible for election to office.
Section 3. PRESIDENT: The President is the administrative authority of the Society and shall preside at all meetings of the membership and of the Executive Committee; issue notices of all meetings; notify officers and members of committees of their election or appointment; appoint all Committees and Boards and their chairs, with the exception of the Nominating Committee, which is elected; be ex officio a member of all Committees and Boards, including the Nominating Committee; sign all correspondence on behalf of the Society; and shall otherwise perform such duties as designated in the American Psychiatric Association “Duties of Officers.”
Section 4. PRESIDENT-ELECT: The President‑Elect shall assist the President and, in the absence of the President, shall perform his or her duties. The President-Elect shall assume the office of President at the Annual Meeting of The Maryland Psychiatric Society on the year following his or her election and serve as Chair or Co-Chair of the Membership Committee during the year preceding installation as President.
Section 5. SECRETARY-TREASURER: The Secretary‑Treasurer shall see that a record of the proceedings of all meetings of the District Branch and of the Council are kept; ensure that a list of the members is maintained; certify all official records; and perform other such duties as needed. The Secretary‑Treasurer shall supervise management of all funds; see that dues are collected; report all expenses of the District Branch to the Council and shall make an annual report to the Council and the District Branch membership of the official income and expenditures of the District Branch and a financial statement of operations for the preceding year. This report shall be available within 20 days after an annual meeting of the Council and shall be available to any member upon request or at the MPS office. Bank statements, canceled checks, and bank reconciliation shall be reviewed by the Secretary-Treasurer on a regular basis, but at least quarterly.
Section 6. CHAIR OF COUNCIL: The immediate past president of the Society shall serve as Chair of the Council. He or she shall prepare the agenda in consultation with the President, and shall preside over the meetings of the Council. The Council Chair shall ensure that a report of each meeting is published in the newsletter. In the Chair’s absence, the President shall appoint someone to act as substitute Chair.
Section 7. ASSEMBLY REPRESENTATIVES: The Representatives to the APA Assembly of District Branches shall represent this District Branch in the Assembly and other official meetings of the American Psychiatric Association, and report back to the District Branch.
Section 8. MEDICAL SOCIETY DELEGATE: One Delegate and one Alternate Delegate to the Medical Society shall represent the Maryland Psychiatric Society in the House of Delegates of the Maryland State Medical Society (MedChi) and report back to the MPS Council on matters of interest. They shall serve a term of 3 years and may be re-elected.
Section 9. COUNCILORS-AT-LARGE: Eight members of the Society shall be elected as Councilors-at-Large. Each will serve for a term of two years; terms being adjusted so that normally four new Councilors will be elected annually. No Councilor may serve more than two consecutive terms on the Council. New Councilors will take office at the same time as the general Officers.
Section 10. EARLY-CAREER PSYCHIATRIST (ECP) COUNCILOR: One Early Career Psychiatrist (using the APA criteria) shall be elected every two years and shall be a voting member of the Council. That person shall be elected by the Early Career Psychiatrist membership of the MPS and shall serve a two-year term after which a new Early Career Psychiatrist Councilor shall be elected.
Section 11. RESIDENT-FELLOW MEMBER (RFM) COUNCILOR: One Resident-Fellow Member Councilor shall be elected every year and shall be a voting member of the Council. That person shall be elected by the Resident-Fellow Members of the MPS and shall serve a one-year term. The RFM Councilor shall serve no more than two terms.
Section 12. ADDITIONAL COUNCILORS: Interest Section Councilors may be chosen by an interest section. An Interest Section shall be said to exist when a group of not less than thirty (30) MPS members residing in a contiguous geographical locality outside of Central Maryland or representing a subspecialty (e.g. child psychiatry) within the jurisdiction of the Maryland District Branch desire to become a designated Interest Section. They are encouraged to do so and may petition the MPS Council to add a Councilor to represent them as a voting member on the MPS Council. If such an Interest Section falls below the number stipulated, it shall lose the privilege of electing a Councilor. Such a Councilor will be in addition to the Councilors in Sections 8 and 9 above.
Section 13. TERMS OF OFFICE: All officers shall enter upon their duties at the Annual business meeting of The Maryland Psychiatric Society immediately following their election and shall continue in office for one year, or until their successors are duly elected and installed. The Representatives to the Assembly of the District Branches shall continue in office for three years, and their term shall end after the APA Annual Meeting. No Representative to the Assembly may serve more than three consecutive terms.
Section 14. EXECUTIVE DIRECTOR: The Executive Director shall have such duties as shall be delegated to him or her by the Council.
Section 15. INDEMNIFICATION: To the maximum extent permitted by the Maryland General Corporation Law and the Internal Revenue Code of 1986 and regulations thereunder, all as from time to time amended, the Society shall indemnify and hold harmless its currently acting and its former Councilors (directors), committee members, and employees against any and all liabilities and expenses incurred in connection with their services in such capacities. No amendment or repeal of this paragraph, or the adoption of any provision of the Society’s Articles of Incorporation or By laws inconsistent with the paragraph shall apply to, or affect in any respect, the indemnification of any Councilor, officer, committee member, or employee of the Society with respect to any alleged act or omission which occurred prior to such amendment, repeal or adoption.
ARTICLE IV STANDING COMMITTEES
Section 1. EXECUTIVE COMMITTEE: The Executive Committee shall consist of the President, President-Elect, Secretary-Treasurer and the Chair of the Council. They shall meet on a regular basis and shall oversee the business of the Society between meetings of the MPS Council. The President shall chair this committee and make a report on its activities to the MPS Council at the Council’s next meeting. It shall help prepare the agenda for the Council meeting.
Section 2. NOMINATIONS AND ELECTIONS COMMITTEE: The Nominations and Elections Committee shall have six members and they will elect the Chair. The members shall have three-year terms with two new members normally elected each year, along with the usual election of officers. Nominees for the two annual elected positions on the Nominations and Elections Committee shall be voting members of the District Branch nominated by majority vote of Council with at least two nominees for each position. All nominees must express their willingness to serve. Election to the Nominations and Elections Committee shall be in accordance with procedures for the Election of Officers. The President shall be a non-voting, ex officio member of the Nominating Committee. The President-Elect shall be a non-voting member of the nominating committee. Duties of the Nominations and Elections Committee shall be to: Recommend nominees for the various offices; Nominate at least one or more candidates for each office; Certify nominations made by oral or mail petition; ensure all ballots are tallied. In selecting the nominees for Council members, the Nominations and Elections Committee shall so select as to broadly represent the general membership, considering the organized sub‑specialty groups within the general membership. The Nominations and Elections Committee may not nominate any of its standing members.
Section 3. MEMBERSHIP COMMITTEE: The President-Elect shall chair or co-chair this committee. The members shall be appointed by the President. Applications for all categories of membership except Affiliate membership will be made in writing on forms approved by the Board of Trustees of the American Psychiatric Association. Procedures regarding endorsement and submission shall be in accordance with the appropriate procedures of the American Psychiatric Association. The Membership Committee shall inquire into the character and professional qualifications of each applicant.
The Membership Committee shall have published in the next issue of a District Branch newsletter, the names of all applicants who have been approved by the Committee. Names of applicants who have been approved by the Membership Committee will appear in the MPS newsletter with the following sentence preceding the list: “The following applicants have applied for membership in the MPS and unless any of our current members has evidence that the applicants do not meet the criteria for ethical and professional standards, these applications will be approved 14 days after publication.” In case evidence is submitted, those applications will be returned to the Membership Committee for reconsideration. No person shall be admitted to membership in The Maryland Psychiatric Society who does not conform to the ethical standards of this organization.
Following the approval of this District Branch, The Maryland Psychiatric Society shall notify the American Psychiatric Association of such approval in accordance with the By‑Laws and/or rules and regulations then in effect for the American Psychiatric Association.
An applicant concerning whom no action is taken within 120 days after the completed application is received by the membership committee, or whose application is rejected, by the Membership Committee may appeal according to the provisions of the By‑Laws of the American Psychiatric Association. At least one year must elapse before rejected applicants may reapply for Membership to The Maryland District Branch.
Section 4. FINANCE COMMITTEE: The Secretary-Treasurer shall chair a Finance Committee that will prepare an annual budget. Other members of this committee shall be appointed by the President.
Section 5. ETHICS COMMITTEE: The Ethics Committee shall consist of two former Presidents plus as many as eight but not less than six other members appointed annually by the President. If necessary, additional members may be designated by the President to serve on the Ethics Committee for cases when regular members of the Committee are unable to do so. In its work, the Committee shall function in accord with American Psychiatric Association Procedures for Handling Complaints of Unethical Conduct.
The Ethics Committee, after investigation of a complaint of Unethical Conduct, shall report its findings and recommendations to the Council for Council’s review at a closed meeting. If Council concurs that a violation of the APA Code of Medical Ethics has occurred, the report shall be forwarded to the American Psychiatric Association for its review in accordance with American Psychiatric Association procedures. If the Council does not accept the Committee’s report, it may instruct the Ethics Committee to make additional investigation of the complaint with subsequent report to Council. Council shall have final decision over what is forwarded to the American Psychiatric Association. The name of a member who resigns during an ethics investigation shall be reported to the membership in the MPS News.
Section 6. DISTINGUISHED FELLOWSHIP COMMITTEE: This Committee shall consist of Distinguished Fellows and is responsible for identifying members of the MPS each year who qualify for nomination as Distinguished Fellows of the American Psychiatric Association.
Section 7. OTHER COMMITTEES: The Council upon recommendation of the President shall establish or eliminate such other committees and organizational entities as may be necessary to implement the objectives of the MPS. The President shall appoint the Chair and members of each standing committee (except as otherwise specified in this Constitution) and each other committee from among the voting members of the MPS. They serve at his/her pleasure for the duration of the President’s term of office. These appointments may be renewed by the succeeding president at his/her discretion. Chairs of committees should be limited to 3-4 years so as to give a wide variety of members an opportunity to serve and contribute to the MPS.
ARTICLE V NOMINATIONS AND ELECTIONS
Section 1. OFFICERS AND COUNCILORS: Nominees for Officers and Councilors-at-Large shall be proposed by the Nominating Committee. The ECP Committee shall recommend to the Nominating Committee, a person for the ECP Councilor. Interest Sections shall recommend to the Nominating Committee the Councilors to represent them on the Council.
Section 2. APA ASSEMBLY REPRESENTATIVES: The MPS Council shall nominate candidates to be elected to represent the MPS in the APA Assembly.
Section 3. MEDICAL SOCIETY DELEGATE: The MPS Council shall nominate candidates to be elected to represent the MPS in the House of Delegates of the Maryland Medical Society.
Section 4. NOMINATING COMMTTEE MEMBERS: The MPS Council shall nominate members to be elected to the Nominating Committee.
Section 5. NOMINATIONS BY PETITION: Any voting member with a signed petition, including ten (10) voting members may, on his or her own initiative, make a nomination for any office by letter to the Chair of the Nominations and Elections Committee. Such petitions must be in to the MPS office by not later than February first of that election year to be included on the ballot. All nominations by petition must include a signed letter from the nominee, expressing his or her willingness to be nominated and to fulfill all of the requirements and demands of office if elected.
Section 6. ELECTION: Election shall be by secret mail ballot or electronic voting as determined by the Council. While all positions may be contested, the positions of Councilor-at-Large and Members of the Nominating Committee shall always be contested. All responses from voting members postmarked within thirty (30) days of mailing shall be considered valid. The candidate for each position receiving the greatest number of votes shall be declared elected, a quorum being required. If there are more than two nominees for a given position the votes for that position shall be counted preferentially. The results of the election shall be announced at the next Council meeting and published in the next available District Branch publication.
ARTICLE VI VACANCIES, RECALL, RESIGNATION OF ELECTED OFFICERS
Section l. VACANCIES: In the event the position of President becomes vacant, the President‑Elect will become Acting President for the remainder of the year and then will begin his or her term as President. If the position of President‑Elect becomes vacant, the President will request a meeting of the Council at an early date for the purpose of selecting a new President‑Elect and, if the Secretary-Treasurer becomes President-Elect, a new Secretary-Treasurer. The person so chosen will serve as President‑Elect until the end of the year, and then will become President.
If a position of a Representative to the Assembly of District Branches becomes vacant, Council will elect an interim voting member of the Society as Representative to complete the term.
In the event any other position becomes vacant before expiration of a term, the Council shall elect a voting member to serve for the unexpired portion.
Section 2. RECALL: The Council may by two-thirds majority vote request the resignation of any elected Officer, Councilor, or Representative for failure to fulfill the responsibilities of the office. If the officer in question refuses to resign upon the request of the Council, then the issue must be immediately submitted to the membership for a vote by secret mail ballot with accompanying statements by the Council and the officer in question. Recall will require a simple majority with twice the quorum usually required for a mail ballot.
ARTICLE VII APA ASSEMBLY REPRESENTATIVES
Section l. APA ASSEMBLY REPRESENTATIVES: The Maryland Psychiatric Society shall be represented at the meetings of the Assembly of the American Psychiatric Association by the number of Representatives determined by the Assembly rules.
Section 2. TERMS OF OFFICE: Representatives shall be nominated by the MPS Council and elected by the membership by mail ballot and shall serve for a term of three years or until a successor is elected. Their terms shall end after the Assembly Meeting at the APA Annual Meeting in May. They shall serve no more than three consecutive terms. Provisions shall be made that no more than one representative shall be elected any one year.
Section 3. REPRESENTATION: When appropriate, such Representatives shall be instructed by Council and/or District Branch as to its wishes on various matters. The Representatives shall act in a manner, which, in their best judgment, supports the wishes of the membership of the District Branch. Representatives shall report to the District Branch on the activities of the Assembly.
ARTICLE VIII INTEREST SECTION
Section l. When a group of not less than thirty (30) MPS members residing in a contiguous geographical locality outside of Central Maryland, or representing a subspecialty, (e.g. child psychiatry) within the jurisdiction of the Maryland Psychiatric Society, desire to become an Interest Section of the Maryland District Branch, they are encouraged to do so and may petition the MPS Council to have a Councilor elected by them. This Councilor will be in addition to the MPS Councilors-at-Large elected in Article III Section 9. If such geographical or subspecialty organization falls below the number stipulated it shall lose the privilege of electing a Councilor.
ARTICLE IX. AMENDMENTS
Amendments to the Constitution or to the By‑Laws may be initiated by a petition of 10 voting members of the Maryland District Branch. Amendments to the Constitution and By‑Laws may also be initiated by a majority vote of the Council. The Secretary‑Treasurer will then see that the Amendment is placed on the secret mail ballot sent out at the time of the next election of officers including the full text of the proposed amendment, the Council’s recommendations concerning the proposed amendment, and stating the date on which the mail ballots are to be counted. The amendment will become effective, if approved by a majority of the mail ballots returned by the specified date, a quorum being required.
ARTICLE X. QUORUM
A quorum at a general membership meeting will be 25 voting members. A mail quorum of the Maryland District Branch shall be ten (10) percent of the voting members. A quorum of Council shall be a simple majority of that body.
BY‑LAWS
ARTICLE I. MEETINGS
Section l. GENERAL MEETINGS of the District Branch shall be held as planned by the Program Committee. An ANNUAL BUSINESS MEETING of the Society shall be held, at which the President will give a report on his term of office, and at the end of which the new officers will be installed.
Section 2. SPECIAL MEETINGS may be called by the President or Council or upon petition signed by twenty (20) voting members of the District Branch. Members shall be notified of meetings by the President, not less than one week before the meeting.
Section 3. COUNCIL MEETINGS shall occur at least five times a year. Any additional meetings as the Executive Committee deems necessary may be held. Regularly scheduled Council meetings shall be announced to the membership.
ARTICLE II. THE TREASURY
Section l. DUES AND ASSESSMENTS: The amount of dues shall be determined and readjusted from time to time according to the needs of the organization. Changes in dues and assessments shall be recommended by the Council and determined by a simple majority vote of the membership attending any regular business meeting after 30‑days’ notice, a quorum being present, or by secret ballot. Council alone may approve a dues increase equal to or less than the increase in the Consumer Price Index since the last dues increase. The MPS Council may create new categories (non-member, non-voting) of association with the MPS (e.g. “Friends of the MPS”) from time to time for individuals who do not meet the criteria for membership but who share the objectives of the MPS. Such “Friends” shall pay a financial assessment, the amount of which shall be determined by the MPS Council.
Section 2. ANNUAL REPORTS: As noted in Article III Section 5 of the Constitution, the Secretary‑Treasurer shall make an annual report of the official income and expenditures of the District Branch and the proposed budget for the coming year. The responsibility to authorize disbursement of funds is vested in the Council.
Section 3. Dues are payable 30 days after notices are issued.
ARTICLE III. PROCEDURE
The official rules of procedure governing meetings will be Sturgis Rules of Order.
ARTICLE IV. AMENDMENTS TO BY‑LAWS
By‑Laws may be adopted, amended or suspended as indicated under Article IX, AMENDMENTS of the Constitution.
Amended June 16, 1998
Amended April 2002
Amended June 2008
Amended April 2015
Amended April 2016
Amended April 2017
Amended April 2019
Last amended April 2021